Antidilution Provisions definition

Antidilution Provisions. The Purchase Price payable, and the number of shares of Preferred Stock or other securities or property issuable upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (1) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Stock, (2) upon the grant to holders of the Preferred Stock of certain rights or warrants to subscribe for or purchase Preferred Stock at a price, or securities convertible into Preferred Stock with a conversion price, less than the then-current market price of the Preferred Stock, or (3) upon the distribution to holders of the Preferred Stock of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings) or of subscription rights or warrants. The number of outstanding Rights and the number of 1/100ths of a share of Preferred Stock issuable upon exercise of each Right are also subject to adjustment in the event of a stock split of the Common Stock or a stock dividend on the Common Stock payable in Common Stock or subdivisions, consolidations or combinations of the Common Stock occurring prior to the Distribution Date. With certain exceptions, no adjustment in the Purchase Price will be required until cumulative adjustments amount to at least 2% of the Purchase Price. No fractional shares of Preferred Stock will be issued (other than fractions which are integral multiples of 1/100th of a share of a Preferred Stock), and in lieu thereof, an adjustment in cash will be made based on the market price of the Preferred Stock on the last trading date prior to the date of exercise.
Antidilution Provisions. The Rights Agreement includes antidilution provisions designed to prevent efforts to diminish the efficacy of the Rights.
Antidilution Provisions. Proportional antidilution protection shall be provided for reorganizations, stock splits, stock dividends, combinations, consolidations, stock distributions, recapitalizations, reclassifications or other similar events. The conversion ratio shall be adjusted on a weighted average basis for issuances below the conversion price of the Preferred Stock or below the then current market price of the Common Stock, and for redemptions above the then current market price of the Common Stock, other than (i) the sale of shares pursuant to the exercise of options or warrants outstanding as of the closing or options issued after the closing under the Company's existing incentive plans and (ii) shares issued as consideration in permitted acquisitions.

Examples of Antidilution Provisions in a sentence

  • Antidilution Provisions The Rights Agreement includes standard antidilution provisions designed to protect the efficacy of the Rights.

  • While [the Founders] believed that the Anti-dilution Provisions survived the Merger and were binding on MDG II, it was evident that the controlling stockholder and management did not agree with that view.

  • Indeed they had created MDG II and effected the Merger in significant part to eliminate the Anti-dilution Provisions.

  • Antidilution Provisions: The conversion price of convertible securities are subject to a weighted average adjustment to reduce dilution in the event that the Company issues additional equity securities (other than employee, director, and consultant shares approved by the Board of Directors) at a purchase price less than the applicable conversion price.

  • As used in these Antidilution Provisions, the following terms have the following respective meanings: (a) “Option” means any right, option, or warrant to subscribe for, purchase, or otherwise acquire common stock or Convertible Securities.


More Definitions of Antidilution Provisions

Antidilution Provisions means the provisions of SECTION XI of EXHIBIT C hereto.
Antidilution Provisions. The Conversion Price of the Preferred Stock shall be adjusted proportionally upon the occurrence of any stock dividend, stock split, reverse stock split, combination or other similar recapitalization affecting the Common Stock. PROTECTIVE The consent of the holders of a majority of the outstanding Shares shall be required PROVISIONS: for any action which (i) authorizes or issues additional shares of Preferred Stock or any shares of capital stock having rights (in terms of voting or otherwise) or liquidation, dividend or other preferences equal or senior to the Preferred Stock, (ii) involves the sale of Common Stock at a per share price below $0.32, or (iii) involves the Company's incurrence of indebtedness for borrowed money in excess of $1,000,000 in the aggregate. EXHIBIT B FORM OF COMPANY COUNSEL OPINION
Antidilution Provisions means those provisions relating to the adjustment of the Conversion Price provided in the Antidilution Provisions attached as Exhibit XII.
Antidilution Provisions. The Series B Preferred Purchase Price will be subject to proportional antidilution protection for Splits.
Antidilution Provisions. The Rights Agreement includes antidilution provisions designed to prevent efforts to diminish the efficacy of the Rights. Taxes: While the dividend of the Rights will not be taxable to shareholders or to the Company, shareholders or the Company may, depending upon the circumstances, recognize taxable income in the event that the Rights become exercisable as set forth above. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to [ ]. A copy of the Rights Agreement is available free of charge from the Company. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement.
Antidilution Provisions. The conversion price will initially be $.66 for Series A. The conversion price will be automatically adjusted proportionately for stock splits, stock dividends, recapitalizations, and similar circumstances and will be subject to a weighted-average adjustment (based on the outstanding shares of Common Stock and Preferred Stock) to reduce dilution in the event the Company issues additional equity securities at a price lower than Series A (other than the reserved employee shares on Exhibit I)
Antidilution Provisions means the provisions of Section XI of Exhibit C hereto.